Confidentiality; Press Release. (a) Each Partner agrees to keep confidential, and not to make any use of (other than for purposes reasonably related to its interest in the Partnership or for purposes of filing such Partner’s tax returns or for other routine matters required by law) nor to disclose to or discuss with any Person (including any co-venturers or managers of other investments in real property but other than Affiliates of such Partner), any information or matter relating to the Partnership, the TRS CV, the Partners and their affairs, or any information obtained in relation to the other Partners, and any information or matter related to any Partnership Investment, including, among other things, the estimated value or terms and conditions of any potential transaction which the Partnership is actively pursuing (other than disclosure to such Partner’s employees, agents, accountants, advisors (including financial advisors) or representatives responsible for matters relating to the Partnership (each such Person being hereinafter referred to as an “Authorized Representative”)); provided that such Partner and its Authorized Representatives may make such disclosure to the extent that (i) the information being disclosed is publicly known at the time of proposed disclosure by such Partner or Authorized Representative, (ii) such disclosure is required by law or regulation or (iii) such disclosure is required by any regulatory authority or self-regulatory organization having jurisdiction over such Partner, including filings with the trade register at the Chamber of Commerce and Industry in Amsterdam, the Netherlands (the “Chamber of Commerce”). Prior to making any disclosure required by law, regulation, regulatory authority or self-regulatory organization, each Partner shall (to the extent permitted by applicable law) use its commercially reasonable efforts to promptly notify the General Partner (and the affected Partner, if any) of such disclosure. Prior to any disclosure to any Authorized Representative, each Partner shall advise such Authorized Representative of the obligations set forth in this Section 2.07. Each Partner shall be liable for any breach of such obligations by an Authorized Representative, unless such Authorized Representative has executed an agreement, for the benefit of the General Partner, to be bound by the terms of such obligations.
Confidentiality; Press Release. All information, data and materials furnished or to be furnished to either party with respect to the other party in connection with this transaction or pursuant to this Agreement are confidential. Each party agrees that prior to Closing (a) it shall not disclose or otherwise make available, at any time, any such information, data or material to any person who does not have a confidential relationship with such party; (b) it shall protect such information, data and material with a high degree of care to prevent the disclosure thereof; and (c) if, for any reason, this transaction is not consummated, all information, data or material concerning the other party obtained by such party, and all copies thereof, will be returned to the other party. After Closing, neither party will disclose or otherwise make available to any person any of such information, data or material concerning the other party, except as may be necessary or appropriate in connection with the operation of the Station by Buyer. Each party shall use its reasonable efforts to prevent the violation of any of the foregoing confidentiality provisions by its respective representatives. Notwithstanding the foregoing, nothing contained herein shall prohibit Buyer or Seller from:
Confidentiality; Press Release. (a) All Confidential Information furnished by the Company or Seller to Ligand or by Ligand to the Company in connection with this Agreement and the transactions contemplated hereby, as well as the terms, conditions and provisions of this Agreement, shall be kept confidential by Ligand and the Company. Notwithstanding the foregoing, (i) the Company and Ligand may disclose such Confidential Information to their partners, directors, employees, managers, officers, investors, bankers, advisors, trustees and representatives, (ii) the Company may disclose the terms, conditions and provisions of this Agreement to any Third Party in connection with (and only in connection with) a transaction with such Third Party that could reasonably be expected to result in (X) a Company Change of Control, (Y) a Product Change of Control or (Z) a sale by the Company of a Subsidiary, division, product line, or other significant portion of its business, and (iii) the Company and Ligand may disclose such Confidential Information as may otherwise be required by applicable law, including filing this Agreement with the SEC; provided, in the case of the foregoing clauses (i) and (ii) that such Persons and such Third Parties shall be informed of the confidential nature of such information and shall be obligated to keep such information confidential pursuant to the terms of this Section 5.02(a); provided, further, that in the case of the foregoing clause (iii) Ligand shall provide at least five (5) Business Days’ notice to the Company of any filing with the SEC and consider in good faith a request for confidential treatment of any portion of this Agreement prior to filing with the SEC. (b) Notwithstanding the foregoing clause (a), Ligand may make a press release or other announcement or public disclosure concerning this Agreement, provided that such press release shall be (x) subject to prior review by the Company and (y) in form and substance reasonably satisfactory to the Company taking into account any commercial sensitivities of the Company. SECTION 5.03.
Confidentiality; Press Release. 14.9.1 Purchaser and Sellers shall hold as confidential all information disclosed in connection with the transactions contemplated hereby and concerning each other, the Hotel Assets, this Agreement and the transactions contemplated hereby and shall not release any such information to third parties without the prior written consent of the other parties hereto, except (i) any information which was previously or is hereafter publicly disclosed (other than in violation of this Agreement), (ii) to their partners (or prospective partners), advisers, underwriters, analysts, employees, affiliates, officers, directors, consultants, lenders (or prospective lenders), accountants, legal counsel, title companies or other advisors of any of the foregoing, provided that they are advised as to the confidential nature of such information and are instructed to maintain such confidentiality, and (iii) to comply with any law, rule or regulation, including the rules and regulations of the applicable stock exchanges and the Securities and Exchange Commission. The foregoing shall constitute a modification of any prior confidentiality agreement that may have been entered into by the parties.
Confidentiality; Press Release. (a) Buyer, Charter and Holdings are parties to a Confidentiality Agreement dated February 12, 1999 (the "Confidentiality Agreement"). Notwithstanding the execution, delivery and performance of this Agreement, or the termination of this Agreement prior to Closing, the Confidentiality Agreement shall remain in full force and effect in accordance with its terms, but shall expire concurrently with the Closing hereunder.
Confidentiality; Press Release. All non-public information, data and materials furnished to either party with respect to the other party in connection with this transaction or pursuant to this Agreement is confidential. Each party agrees that, subject to the requirements of applicable law, (a) it shall not disclose or otherwise make available, at any time, any such information, data or material to any Person who does not have a confidential relationship with such party; (b) it shall protect such information, data and material with a high degree of care to prevent the disclosure thereof; and (c) if, for any reason, this transaction is not consummated, all information, data or material concerning the other party obtained by such party, and all copies thereof, will be returned to the other party. Each party shall prevent the violation of any of the foregoing confidentiality provisions by its respective representatives. Notwithstanding the foregoing, nothing contained herein shall prohibit Buyer or Seller from:
Confidentiality; Press Release. Unless otherwise required by law, government regulations, stock exchange listing rules or court order, the parties shall maintain as strictly confidential the royalty terms of the 3G Agreement and any proprietary information disclosed under, or as a result of the negotiation of, the 3G Agreement, provided that each party may disclose in confidence the royalty terms to (i) its outside counsel or accountant, or (ii) its financial advisors or prospective acquiring or acquired entity in connection with its prospective M&A transactions. Further, ITC or IDC may provide the royalty terms of this 3G Agreement in confidence to other licensees to the extent required by MFL clauses. ITC and IDC may issue a press release regarding this 3G Agreement having the content shown in Exhibit 1, attached hereto. Licensee may also issue a press release regarding the fact of the execution of this 3G Agreement. To the extent ITC and IDC desire to amend the press release contained in said Exhibit 1, or Licensee desires to make a press release, said desiring party shall provide the other party with an advance copy of its respective proposed press release for review, consent and comment; whereby consent by the other party shall not be unreasonably withheld or delayed. Licensee may disclose the royalty terms of this 3G Agreement in confidence (i) to its suppliers and customers to the extent reasonably necessary for the purpose of discussion of the burden of royalty between Licensee and its suppliers or between Licensee and its customers and (ii) to Licensee's Affiliates. Licensee's Affiliates may disclose the royalty terms of this 3G Agreement in confidence to their suppliers and customers to the extent reasonably necessary for the purpose of discussion of the burden of royalty between Licensee's Affiliates and their suppliers or between Licensee's Affiliates and their customers.
Confidentiality; Press Release. Within five (5) days of the Effective Date, FGNA shall issue a press release on its website, which shall adopt the following or substantially similar language: Xx. Xxxxx Xxxxxxx has relinquished his FGNA Practitioner and Trainer Certifications and FGNA membership. Other than the above stated Press Release, the Parties agree to keep confidential this Agreement and the terms thereof, except the FGNA may disclose this Agreement and the terms thereof to any Feldenkrais® Guilds and/or Associations worldwide or any other entity responsible for accepting, certifying, accrediting, and/or licensing Feldenkrais® trainers, practitioners, or members.
Confidentiality; Press Release. No Party may disclose the terms of this Agreement or any of the transactions contemplated herein, including by issuance of any press release or public announcement relating to the subject matter of this Agreement, without the prior written consent of the other Parties; provided that any Party may make any public disclosure it believes in good faith is required by Applicable Law (including any disclosure required pursuant to any securities regulation or contractual undertaking applicable to the outstanding debt securities of any Party or binding on any Party), in which case the disclosing Party shall use its commercially reasonable efforts to advise and consult with the other Parties prior to making such disclosure.
Confidentiality; Press Release. 5.1 Until the Effective Date the parties shall keep strictly confidential vis-a-vis third parties the fact that they have entered into this Agreement.
